<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                   FORM 10 QSB



(X)      Quarterly report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934 for the quarterly period ended March 31, 2001

( )      Transition report pursuant of Section 13 or 15(d) of the Securities
         Exchange Act of 1939 for the transition period _____ to______


                             COMMISSION FILE NUMBER




                                DSTAGE.COM, INC.
                    -----------------------------------------
             (Exact name of registrant as specified in its charter)



          Delaware                                        52-2195605
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)


  1600 Broadway, Suite 2400, Denver, Colorado 80202           (303) 542-1802
--------------------------------------------------------------------------------
(Address of Principal Executive Offices, including Registrant's zip code and
 telephone number)


--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports,), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]


The number of shares of the registrant's common stock as of March 31, 2001:
7,478,726 shares.

Transitional Small Business Disclosure Format (check one): Yes [ ]  No [X]

<PAGE>

PART 1: FINANCIAL INFORMATION


ITEM 1: FINANCIAL STATEMENTS












                             Financial Statements of
                                Dstage.com, Inc.
                          (A Development Stage Company)
                 For the three month period ended March 31, 2001

                                       2
<PAGE>
<TABLE>

Dstage.com, Inc.
(A Development Stage Company)
Balance Sheets

<CAPTION>

                             Assets                                 March 31,       December 31,
                                                                      2001              2000
                                                                  ------------      ------------
                                                                   (Unaudited)        (Audited)
<S>                                                               <C>               <C>
CURRENT ASSETS
Cash                                                              $       616       $     1,627
Prepaid services (Note 2)                                             137,000           132,000
Prepaid and deposits                                                    1,134             1,134
                                                                  ------------      ------------

        Total current assets                                          138,750           134,761


Computer equipment and software, net of depreciation                    3,079             3,282
Office furniture and equipment, net of depreciation                     3,265             3,395
Investments in other companies, less impairment
        of $709,908 for 2000                                              200               200
Prepaid services (Note 2)                                              75,000            33,000
                                                                  ------------      ------------

        Total assets                                              $   188,294       $   174,638
                                                                  ============      ============

        Liabilities and Stockholders' Equity

CURRENT LIABILITIES
Accounts payable and accrued expenses                             $     8,848       $     3,007
Note payable - stockholder (Note 4)                                    17,709             4,680
                                                                  ------------      ------------

        Total current liabilities                                      26,557             7,687

STOCKHOLDERS' EQUITY
Common stock, $.001 par value, 50,000,000 shares authorized;
issued and outstanding 7,478,726 at March 31, 2001 and                  7,479             7,316
7,316,034 at December 31, 2000
Additional paid-in capital                                          1,414,738         1,247,840
(Deficit) accumulated during development stage                     (1,052,716)       (1,021,125)
Deferred Compensation (Note 6)                                       (207,764)          (67,080)
                                                                  ------------      ------------

        Total stockholders' equity                                    161,737           166,951
                                                                  ------------      ------------

        Total liabilities and stockholders' equity                $   188,294       $   174,638
                                                                  ============      ============

See acccompanying summary of accounting policies and notes to financial statements
</TABLE>

                                       3
<PAGE>
<TABLE>

Dstage.com, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)

<CAPTION>

                                               Cumulative
                                                 During           Three Months Ended March 31,
                                               Development       ------------------------------
                                                  Stage               2001             2000
                                               ------------      ------------      ------------
<S>                                            <C>               <C>               <C>
Revenue:
      Professional services                    $       108       $         -       $         -

Operating expenses:
      Cost of services                              40,000                 -                 -
      Sales and marketing                            9,153             5,000                 -
      Research and development                     131,878            13,254                 -
      General and administrative                   162,047            13,141            13,875
      Impairment of investments in other
           companies                               709,908                 -                 -
                                               ------------      ------------      ------------
Total operating expenses                         1,052,986            31,395            13,875

Income (loss) from operations                   (1,052,878)          (31,395)          (13,875)

Interest income (expense), net                         162              (196)               75
                                               ------------      ------------      ------------

Net income (loss)                              $(1,052,716)      $   (31,591)      $   (13,801)
                                               ============      ============      ============

Net income (loss) per share:
      Basic and diluted                        $     (0.15)      $     (0.00)      $     (0.00)
                                               ============      ============      ============

Weighted average shares used in computing
net income (loss) per share
      Basic and diluted                          7,233,414         7,408,222         6,184,569
                                               ============      ============      ============

See acccompanying summary of accounting policies and notes to financial statements

</TABLE>
                                       4
<PAGE>

<TABLE>

Dstage.com, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)

<CAPTION>

                                                                   Cumulative
                                                                     During           Three Months Ended March 31,
                                                                   Development       ------------------------------
                                                                      Stage              2001              2000
                                                                   ------------      ------------      ------------
<S>                                                                <C>               <C>               <C>
Cash flows from operating activities:
     Net (loss)                                                    $(1,052,716)      $   (31,591)      $   (13,801)

     Adjustments to reconcile net (loss)
            to cash provided (used) by operating
            activities:
         Depreciation                                                    1,356               333               226
         Issuance of common stock for services                         179,617                 -            10,000
         Issuance of common stock for expense reimbursement             16,434             5,617                 -
         Impairment of investments in other companies                  709,908                 -                 -
         Revenue paid in common stock                                     (108)                -                 -
         Prepaid services expensed                                      30,000                 -                 -
         Amortization of deferred compensation                          27,680             5,760                 -
         Expenses paid through notes payable proceeds                   52,709            13,029            11,986
         Change in assets and liabilities:
            Increase in other current assets                               591                 -               770
            Increase in accounts payable and accrued expenses            8,848             5,841             1,259
                                                                   ------------      ------------      ------------
            Net cash (used) by operating activities                    (25,681)           (1,011)           10,440
Cash flows from investing activities:
         Acquisition of fixed assets                                    (4,538)                -            (1,402)
                                                                   ------------      ------------      ------------
            Net cash (used) by investing activities                     (4,538)                -            (1,402)

Cash flows from financing activities:
         Proceeds from issuance of common stock                         30,835                 -                 -
                                                                   ------------      ------------      ------------
            Net cash provided by financing activities                   30,835                 -                 -
                                                                   ------------      ------------      ------------

Net increase in cash                                                       616            (1,011)            9,038

Cash, beginning of period                                                    -             1,627            16,686
                                                                   ------------      ------------      ------------
Cash, end of period                                                $       616       $       616       $    25,724
                                                                   ============      ============      ============
Non-cash transactions
     Purchase of equipment by issuance of stock                    $     3,162       $         -       $         -
                                                                   ============      ============      ============
     Payment of prepaid and other assets by issuance of
         common stock                                              $     1,726       $         -       $         -
                                                                   ============      ============      ============
     Prepayment of services for common stock                       $   356,444       $   161,444       $         -
                                                                   ============      ============      ============
     Investments in other companies                                $   710,000       $         -       $         -
                                                                   ============      ============      ============
     Conversion of debt to common stock                            $    35,000       $         -        $        -
                                                                   ============      ============      ============

See acccompanying summary of accounting policies and notes to financial statements
</TABLE>
                                       5
<PAGE>

                                Dstage.com, Inc.
                          (A Development Stage Company)
                  Notes to Financial Statements March 31, 2001


NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS AND ORGANIZATION

Dstage.com, Inc., a Delaware corporation (the "Company") was incorporated on
October 12, 1999 to provide support, organization and restructuring services to
development stage companies.

For the period October 12, 1999 (Inception) to March 31, 2001, the Company has
been in the development stage. The Company's activities since inception have
consisted of developing the business plan, raising capital and initial business
plan implementation.

>From inception to March 31, 2001, the Company had minimal revenues and has
expensed costs in the amount of $1,052,986 during the development stage. The
Company has nominal cash resources and has been largely dependent on the direct
financial support from its largest stockholder to pay for cash expenditures. In
addition, the Company has been dependent on contributed time from its officers
and directors and contributed services from certain key vendors. A loss of
continuing cash investment from its largest stockholder, contributed time from
stockholders and directors and contributed services from key vendors in the near
term would have a detrimental effect on the Company and might cause its closure.
Management plans to continue to operate in the near term relying on contributed
cash, time and services and without expending significant amounts of cash or
incurring significant debt.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared by management in
accordance with basic rules established by the Securities and Exchange
Commission for Form 10-QSB. Not all financial disclosures required to present
the financial position and results of operations in accordance with generally
accepted accounting principles are included herein. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 2000 audited
financial statements on Form 10-KSB to the Securities and Exchange Commission
filed on April 17, 2001. In the opinion of management, all accruals and
adjustments (each of which is of a normal recurring nature) necessary for a fair
presentation of the financial position as of March 31, 2001 and the results of
operations for the three-month period then ended have been made. Significant
accounting policies have been consistently applied in the interim unaudited
financial statements and the audited financial statements.


NOTE 2 - PREPAID EXPENSES

During the first quarter of 2001, the Company entered into a contract with a
"Concept Affiliate" in which the vendor agreed to provide future professional
services in exchange for common stock of the Company. The services are to be
provided to the Company over the next three years and include marketing,
information technology and technology development. The services were negotiated
at a value of $4.50 per share; however, for accounting purposes the Company has
recorded the common stock at $1.00 per share. The total value of prepaid
services recorded under the contract was $15,000, of which $5,000 was recorded
as current assets and $10,000 as non-current assets. As the professional
services are rendered, the prepaid expense will be reduced and the services will
be expenses in the statement of operations.

The shares that were issued by the Company for these services are not registered
under the Securities Act of 1933 and are subject to restrictions on
transferability for a period of one year from the date of issuance.

                                       6
<PAGE>

NOTE 3 - INVESTMENT IN OTHER COMPANIES

In August 2000, the Company acquired a warrant to purchase stock in another
company in exchange for issuance of 50,000 shares of the Company's common stock.
The warrant further entitled the Company to purchase additional stock of GOTO-MD
up to the aggregate value of $1,400,000. In September 2000, the Company
exercised the warrant to purchase 10% of GOTO-MD's outstanding common stock in
exchange for 650,000 of common shares of the Company. The Company exchanged
650,000 shares of its common stock at $1.00 per share for 1,111,111 shares, at
$0.63 per share, of GOTO-MD's outstanding common shares. As GOTO-MD is in the
development stage, an adjustment has been made to recognize the impairment of
the investment to its estimated fair value. The Company has recorded the
investment in GOTO-MD at $700,000 and has impaired substantially all of that
amount to recognize the fair value of the investment in 2000.

In August 2000, the Company acquired 1% of AmeriBank Card Services in exchange
for 10,000 common shares of the Company. The Company has recorded the investment
in AmeriBank Card Service at $10,000 less an impairment of $9,900 to recognized
the estimated fair value of the acquisition.

In September 2000, the Company provided professional services for the
development of GOTO-MD in the contractual amount of $10,800 in exchange for
17,143 GOTO-MD common shares under the exercised warrant with GOTO-MD. However,
the Company has valued the stock received from GOTO-MD for services rendered at
a minimal amount to reflect the fair value of GOTO-MD. As a result, the Company
has recorded the revenue earned and the investment in GOTO-MD at $108. As of
December 31, 2000, GOTO-MD had issued 1,128,254 common shares, or 10.1% of its
outstanding stock, to the Company under this agreement.

NOTE 4 - NOTE PAYABLE - STOCKHOLDER

In September 2000, the Company entered into a promissory note agreement with
BulletProof Business Plans, Inc. ("BulletProof"), the Company's largest
stockholder under which the Company could borrow up to $5,000. Interest is at
prime rate and principal and interest are due on demand. As of March 31, 2001,
the Company has borrowed the full amount of the promissory note. The promissory
note includes conversion provisions, allowing the creditor to convert all
borrowings to common stock at a rate of $2.00 per share. As of March 31, 2001,
BulletProof had not converted the note payable to common stock.

In November 2000, the Company entered into another promissory note payable
agreement with BulletProof under which the Company could borrow up to $25,000.
Interest is at prime rate and principal and interest are due on demand. The
promissory note includes conversion provisions, allowing the holder to convert
all advances to common stock at a rate of $4.50 per share. As of March 31, 2001,
the Company had borrowed $12,709 under the note payable agreement.

NOTE 5 - STOCKHOLDERS' EQUITY

In January 2001, the Company issued 1,248 shares of its common stock at a
negotiated price of $4.50 per share to an Executive Officer as reimbursement of
expenses paid on the Company's behalf.

In February and March 2001, the Company issued 55,000 shares of common stock for
future professional services to be provided to the Company. For accounting
purposes, the Company recorded these transactions for common stock at $1.00 per
share. See Note 2 and 6.

During the first quarter of 2001, the Company issued 104,444 shares of common
stock to eleven "Concept Screeners" in exchange for future professional
screening services to be provided to the Company. The services are to be
provided to the Company over the next two to five years. The "Concept Screener"
services were negotiated at a total value of $470,000, or $4.50 per share.
However, the Company has valued the transaction at $1.00 per share for
accounting purposes, which is the most recent amount for which the Company has
sold shares for cash. The aggregate amount of $104,444 was recorded as deferred
compensation.

                                       7
<PAGE>

The shares issued by the Company in connection with these transactions are not
registered under the Securities Act of 1933 and are subject to restrictions on
transferability for a period of one year from the date of issuance.

NOTE 6 - DEFERRED COMPENSATION

In March 2001, the Company entered into an agreement with an individual to serve
as an audit committee member in exchange for 2,000 shares of the Company's
common stock at a negotiated value of $4.50 per share. For accounting purposes
the Company has recorded the common stock at $1.00 per share, or a total of
$2,000. The Company will ratably expense the deferred compensation over the next
twelve months as the services are rendered.

During the first quarter ended March 31, 2001, the Company entered into a
contract with a "Concept Affiliate" in which the vendor agreed to provide
professional services in exchange for common stock of the Company. The services
are to be provided to the Company over the next five years and include strategic
planning and administration. The services were negotiated at a value of $4.50
per share; however, for accounting purposes the Company has recorded the common
stock at $1.00 per share. The total value of deferred compensation recorded
under the contract was $40,000. The Company will expense the deferred
compensation as the services are rendered.

During the first quarter ended March 31, 2001, the Company issued 104,444 shares
of common stock to eleven "Concept Screeners" in exchange for future
professional screening services to be provided to the Company. The services are
to be provided to the Company over the next two to five years. The "Concept
Screener" services were negotiated at a total value of $470,000, or $4.50 per
share. However, the Company has valued the transaction at $1.00 per share for
accounting purposes, which is the most recent amount for which the Company has
sold shares for cash. The aggregate amount of $104,444 was recorded as deferred
compensation. The Company will expense the deferred compensation as the services
are rendered.

The shares that were issued by the Company for these services are not registered
under the Securities Act of 1933 and are subject to restrictions on
transferability for a period of one year from the date of issuance.

NOTE 7 - RELATED PARTY TRANSACTIONS

For the three months ended March 31, 2001, there were no significant related
party transactions. During the first quarter of 2001, the Company borrowed
$13,079 under the notes payable agreements. See Note 5.


ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
-----------------------------------------------------------------

Forward-Looking Statements

         The following Management's Discussion and Analysis of Financial
Condition and Results of Operations contains statements concerning our business
outlook or future economic performance; anticipated profitability, revenues,
expenses or other financial items; and statements concerning assumptions made or
exceptions as to any future events, conditions, performance or other matters
which are "forward-looking statements" as that term is defined under the Federal
Securities Laws. All statements, other than historical financial information,
may be deemed to be forward-looking statements. The words "believes", "plans",
"anticipates", "expects", and similar expressions herein are intended to
identify forward-looking statements. Forward-looking statements are subject to
risks, uncertainties, and other factors, which would cause actual results to
differ materially from those stated in such statements. Forward-looking
statements include, but are not limited to, those discussed in "Factors That May
Affect Future Results," and elsewhere in this report, and the risks discussed in
the Company's other SEC filings.

                                       8
<PAGE>

Overview

         Dstage.com, Inc. (Dstage.com or the Company) hopes to become the
leading source for expert support, creation, and restructuring of development
stage companies. We plan to accomplish this by implementing several methods,
including utilizing Residual Intellectual Property Mining(TM), Reverse
Incubation of troubled or failed ventures, the focused delivery of professional
resources, and the development of our brand name identity. We believe that the
skills and focus of professional services companies, combined with the
efficiencies of domain experience, can come together to create a venture-shaping
destination where decision-making is optimally supported. Our unique structure
is designed to enable each of our affiliates, or "Concept Sponsors", to achieve
focus and strength in its market as an independent entity, while allowing it to
benefit from our network and the strength of the services we provide through our
network of professional service providers and technology providers, or "Concept
Affiliates."

         We plan to accomplish this by building a substantial network of expert
resources for development stage companies. We plan to provide domain expertise
in each discipline critical to the success of development stage companies,
including but not limited to, marketing, product development, information
technology, research, law, corporate finance, and accounting. By bringing
together a network of individuals, corporations, and other entities, the Company
plans to bring the scale and depth needed to fundamentally change the speed and
effectiveness with which concepts become marketable ventures or products. The
long-term success of Dstage.com's strategy includes the establishment of a
network of expert resource providers, or "Concept Affiliates". We can utilize
part time employees to save money as we start to implement our model to be
efficient and reserve resources. We intend to compensate parties that contribute
to the development of ventures, products, and the mission of Dstage.com
primarily with stock. It is also anticipated that parties involved in the
creation of new ventures will be compensated with equity interests in the
resulting new ventures. At all stages of a "Concept Sponsor's" growth, our
internal management team will continually communicate the best practices
developed by providing management mentoring, market intelligence, and
operational support. We believe that synergy within our network will be achieved
at all levels. As the corporate network hub, we are able to observe and
encourage relationships between our affiliates. We believe that by providing our
expert resources to our affiliates that will reduce the rate at which they
consume capital, further slowing the immediate need for funding.

         We plan to continue to concentrate our efforts in the development of
our network of professional and technology resources for development stage
companies. We are also focused on developing and managing our online application
that will facilitate the rapid development of ventures and products. Before a
new business concept becomes a part of our business model, or before we pursue
any strategic acquisition, our internal strategy teams, known to us as "Concept
Screeners",must first demonstrate that the venture has the potential to become a
market leader. All strategic acquisitions or new business ventures must add
value to our business model. In addition to creating and acquiring businesses,
we intend to pursue opportunities in other growing markets that involve
real-time interactive communications. A major component of our business strategy
is our online community and application that will allow individuals and
organizations to rapidly develop their concepts into successful businesses or
products. Concept Screeners will thoroughly review each proposed concept
submitted. Our Concept Screeners are professionals in their respective
disciplines, which ensures each Concept is thoroughly and properly evaluated. We
hope to enlist the professional services of as many as 300 Concept Screeners by
the fourth quarter of 2001. While it is important to our business model to
enlist a large pool of Concept Screeners, we expect the effect of a smaller
enlisted pool of Concept Screeners would result in a reduction in the number of
proposals the Company could review and execute.

         We believe that the over funding of early stage Internet companies
which did not have sound business models led to the failure of many of these
ventures. Our strategy involves acquiring these technologies or the venture in
its entirety at liquidation valuations. We also intend to use a growing pool of
entrepreneurial executives and technical professionals to reorganize and
redevelop these ventures. These ventures will be temporarily staffed by

                                       9
<PAGE>

Dstage.com affiliates and outside professionals. In exchange for participation,
these parties will receive significant equity interests in the proposed
ventures. These concepts or ventures will then be sold to outside firms,
organizations, or other institutions wishing to operate the ventures. We have
coined this strategy as "Reverse Incubation".

         We believe that the marketing experience and assistance we plan to
offer our affiliates can enable them to establish their brands and attract
customers more quickly than many stand-alone competitors. We will provide
guidance in marketing, advertising, and product positioning through commitments
of our internal management and "Concept Affiliates". We plan to organize a
marketing staff of committed "Concept Affiliates" with sales and marketing
expertise to develop a dynamic marketing program for our affiliates. Resources
incorporated in the marketing program by each marketing staff include; market
related information, market research, advertising services, public relations
functions, logo design and related branding services.


Changes in Financial Position, Liquidity and Capital Resources

Net Loss from Operations

         For the first quarter ended March 31, 2001 we incurred net losses of
$31,591 compared with net losses of $13,801 for the same period ended in fiscal
year 2000. We have had a net loss from operations for each period since
inception. Our net operating losses are primarily due to recording a reserve of
$709,908 for impairment of investments in other companies, plus the costs
associated with organizing the Company, and developing our business model.
Impairment of investments in other companies is recorded in accordance with FAS
121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of". Our business model is designed to allow the majority
of our expenses, namely the cost of professional services, personnel,
technology, consultants, and royalties for third-party information use to be
paid for with our common stock in lieu of cash. We expect that shares issued
under these arrangements may be subject to restrictions of transferability,
lockup provisions, and certain other restrictions. There can be no assurance
that personnel, consultants, or other parties will accept stock in lieu of cash.
If they do accept stock in lieu of cash, we expect our immediate operational
resource needs over the next twelve months will not exceed $250,000 in cash and
services. However, we can sustain operations for the next twelve months, albeit
at a much slower rate, with as little as $30,000 in cash alone.

         From inception to March 31, 2001, we had incurred net losses of
$1,052,716 or ($0.15) per share. Our net operating losses are due primarily to
the recognition of impairment of investments in other companies, professional
consulting, general and administrative expenses, organizational costs, and
initial start up operations. While our contractual agreements call for our
professional services to be billed at our hourly rates, we recognize non-cash
compensation for our services at fair market value. Fair market value is likely
to be less than contractual value.

Revenues

         For the quarter ended March 31, 2001, and 2000, we had no revenues. To
date our business has not achieved material revenues, nor do we anticipate
producing material amounts of revenue in the near future. Since inception, we
have generated net revenues of $108. We have classified our revenues as deriving
from professional services. If our planned revenue streams materialize in the
future, we expect to have revenue from professional services and revenue from
online services. These classifications are expected to represent the way in
which we will operate our business and the way in which we will position our
offerings in the marketplace. Professional services revenue is expected to occur
from professional service and consulting agreements. It is anticipated that
these agreements will typically involve a variety of contracting methodologies,
including, but not limited to, performance based compensation for services
rendered, fixed sum, guaranteed maximum price, and time and materials. It is
also anticipated that in most of these contracts we will accept payment in the
customers' stock, in lieu of cash or in addition to cash, for some or all of the

                                       10
<PAGE>

services rendered. Similarly, it is expected that an hourly rate will be used to
track contract progress and determine client billings. However, when the
compensation earned is in a form other than cash we will value our service
revenues at the fair value of the property received. Professional services under
all types of agreements except those involving contingent consideration are
recognized as the services are performed.


Operating Expenses

Cost of services

         We had no cost of services for the three months ended March 31, 2001
and 2000. From inception to March 31, 2001, our cost of services were $40,000.
Our cost of services are comprised principally of consulting fees billed by
outside parties delivering services to our customers. Since many of these
consultants are currently, and will be in the future, compensated primarily or
entirely by shares of our stock or certain shares of the customer's stock,
related party transactions are expected to be inherent to our operating
structure and strategy. This approach will enable us to minimize overhead costs
while providing both the company and the employee the maximum benefit for the
services being performed.

Sales and Marketing Expenses

         Sales and marketing expenses for the three months ended March 31, 2001
were $5,000 and none for the same period in fiscal year 2000. Our sales and
marketing expenses for the three months ended March 31, 2001 consists of
multimedia presentation development costs. From inception to date, sales and
marketing expenses were $9,153. Our efforts since inception have been focused on
the development of our business model, primarily in research and development.
>From inception to date, our sales and marketing expenses have not been
significant. However, we anticipate that during the remainder of fiscal year
2001 our sales and marketing efforts will become a significant factor in the
development of our business. Sales and marketing is comprised of advertising and
marketing related expenses.


Research and Development Expenses

         Research and development expenses for the first quarter ended March 31,
2001 and 2000, were $13,254 and none, respectively. Since inception to date, we
have incurred research and development expenses of $131,878. Our research and
development are comprised primarily of expenses related to the development of
the Company's technology infrastructure. We plan to continue to expand and
improve our technology infrastructure and hope that its development during
fiscal year 2001 will be an important factor in our success.


General and Administrative Expenses

         General and administrative expenses were $13,141 for the three months
ended March 31, 2001, compared with $13,875 for the same period ended in fiscal
year 2000. General and administrative expenses are comprised of professional
services, rent, telephone and travel expenses. From inception to date, we have
incurred $162,047 in general and administrative expenses.


Income Taxes

         There is no current or deferred tax expense for the period from October
12, 1999 to March 31, 2001 due to net losses from operations by the Company. As
of March 31, 2001, we had operating loss carryforwards of approximately
$1,052,716 (unaudited). The operating loss carryforwards expire beginning in
2019.


Liquidity and Capital Resources

         Our primary source of capital since inception has been our initial
capitalization, private equity sales and issuance of convertible notes payable
to BulletProof Business Plans, Inc. In order to preserve cash, our ability to
acquire prepaid services for stock will continue to be an important factor in
the success of our business model. In the future, we plan to generate cash from
revenues generated through our business offerings in the normal course of
business and the issuance of convertible notes payable to our major shareholder.

                                       11
<PAGE>

         Since inception, we have been dependent on our management and
shareholders providing services for stock in lieu of cash. In order for our
business model to be successful, this trend will have to continue. We plan to
build a cash reserve that will be available in the event additional cash is
needed in the future. However, our business model is designed to be functional
with minimum cash requirements.

         For the three months ended March 31, 2001, we have borrowed $17,709
from our major shareholder through the issuance of two convertible notes payable
to compensate the shareholder for expenses it has paid on our behalf. This note
provides for us to receive advances or payment of expenses on our behalf of a
total of $30,000. A significant factor to preserving our liquidity will be
management and our shareholders, who will provide services for stock in lieu of
cash consideration.

         To date, we have acquired $210,000 in prepaid services for our common
stock. To date, we have expensed $30,000 of our prepaid professional services in
the development of other companies. We plan to use our prepaid expenses for the
development of our investee companies during 2001 and for certain administrative
expenses. Our agreement with Sagacorp for $10,000 provides for design and
devleopment multimedia services. As of March 31, 2001, we have accrued expenses
of $5,000 for the design and development services under this agreement. Our
remaining prepaid services total $180,000 at March 31, 2001.

         For the three months ended March 31, 2001, we acquired $104,444 in
deferred compensation for "Concept Screener" services. To date, we have acquired
$235,444 in deferred compensation from our "Concept Affiliates", "Concept
Screeners", major stockholder, audit committee members, officers and directors.
As of March 31, 2001 we have expensed $27,680 of this deferred compensation.

         We plan to continue to acquire services for stock in lieu of cash in
the development of our business model. We also plan to actively acquire
investments in development stage companies for stock or other consideration.
Should additional capital be needed to fund future operations, we may seek to
raise additional capital through public or private offerings of our common
stock.


Net Cash From Operating, Investing and Financing Activities

         For the three months ended March 31, 2001 we incurred a net loss of
$31,591 compared with a net loss of $13,801 for the same period in fiscal 2000.
Our operations for the first quarter ended March 31, 2001, have consumed cash of
$1,011 compared with net cash provided by operations of $10,440 for the same
period ended in fiscal 2000. The majority of our operating expenses have been
paid through notes payable proceeds from our major stockholder.

         Since inception, we have incurred a net loss of $1,052,716 and consumed
$25,681 in cash from our operating activities. Since inception, we have spent
$4,538 to acquire computer hardware, software, and office furniture. We have
received $30,835 from the issuance of common stock. We have borrowed $52,709 in
proceeds from issuance of notes payable to our major stockholder as it has paid
expenses on our behalf. Of the amount borrowed, $35,000 was converted to
1,015,000 shares of common stock. These transactions resulted in a decrease of
net cash of $25,681. As of March 31, 2001, our cash position was $616.

         Since inception, operating activities have consumed cash of $25,681. In
addition, we have had services provided to us by our management team for which
the consideration was stock in lieu of cash. Therefore, our consumption of cash
has been primarily directed to third party out-of-pocket costs, including
consulting, rent, telephone, legal and audit fees. Since inception, we have
received $30,835 in proceeds from the issuance of common stock and have borrowed
$52,709 through issuance of convertible notes payable to our major stockholder
as it has paid expenses on our behalf. Our cumulative net loss to date is
$1,052,716 the majority of which is a result of impairments of long-term assets.
The majority of our expenses have been paid for by the issuance of common stock,
greatly reducing our cash dependence.

                                       12
<PAGE>

Capital Expenditures

         We require funding primarily for computer hardware and software,
furniture, fixtures, and general working capital needs. Substantially all of our
capital expenditures have been paid for by borrowing on convertible notes
payable to our major shareholder and from the proceeds from our Private
Placement.

Material Commitments for Capital Expenditures

         While we have budgeted approximately $250,000 for working capital and
operating expenditures in 2001, we have no material commitments for those
expenditures. Our expected source of funds for these expenditures will be a
combination of future revenues; the issuance of convertible notes payable and
public or private stock offerings. In the event we do not receive enough
proceeds from these sources, we will reduce our operating activity to coincide
with the working capital available.

Accounting for Affiliate Company Ownership

         The various interests that we acquire in our affiliate companies are
accounted for under the following: equity method and cost method. The applicable
accounting method is generally determined based on our voting interest in an
affiliate company.

         Equity Method. The equity method of accounting is used to account for
our investment in affiliate companies and other investees in which we have a
significant influence (at least 20%). Under the equity method of accounting, the
Company records its equity ownership share of the affiliate's earnings, losses,
and dividends paid.

         Cost Method. The cost method of accounting is used to account for our
investment in affiliate companies and other investees in which we do not have
significant influence (less than 20% of the voting stock). Under the cost method
of accounting, our share of the earnings or losses of these companies is not
recorded and the investments are recorded at historical cost.

Affiliate companies accounted for under the cost method of accounting at March
31, 2001 included:
                                                     Voting Ownership
                  GOTO-MD                                   10%
                  AmeriBank Card Services                    1%

Our cost method affiliate companies are in the development stage and have not
generated significant revenues.


Factors That May Affect Future Results

         We operate in a rapidly changing business environment that involves
several risks, some of which are beyond our control. Factors that could cause
actual results to differ materially from results anticipated in forward-looking
statements include, but are not limited to the following.

         Dstage.com was incorporated in October of 1999 and has a limited
operating history from which to base an evaluation of its business and
prospects. Since inception, we have incurred losses and as of March 31, 2001 had
an accumulated deficit of $1,052,716.

         Our revenues, operating income or net income in the future are
unpredictable. As a result of our limited operating history and the nature of
the industry in which it competes, we are unable to accurately forecast
revenues, operating income or net income. We anticipate continuing to incur
significant operating expenses in the future. Our business strategy is designed
to utilize professional services paid in our common stock in lieu of cash, which
will permit us to operate under lower cash levels than traditional operations.
Our current expense levels are based largely on the Company's efforts to develop
its business model; therefore, current expense levels are not indicative of
future expense levels. We can give no assurance that it will achieve
profitability or be capable of sustaining profitable operations.

                                       13
<PAGE>

         Our quarterly results of operations may fluctuate widely. It is
anticipated that future quarterly operating results could fluctuate
significantly and that period-to-period comparisons of its results may not
necessarily be meaningful and indicative of future results. There are many
factors that may contribute to these quarterly fluctuations, some of which are
beyond our control. Factors include, but are not limited to: (i) Charges for
impairment of long-lived assets in future periods; (ii) Market acceptance of our
ventures, services, and products; (iii) Economic conditions specific to the
industry in which we operate; and (iv) General economic conditions. In the event
that we are unable to continue our business model due to a major shift in the
economy or some other unforeseen reason, we may have to adjust our business
model to a more traditional reliance on cash consideration. This event could
have an impact on net operating results by, requiring us to obtain various loans
to meet obligations. This could result in interest payments and other debt
expenses.

         A substantial risk facing us is the issue of valuation of common stock
in negotiating common stock for service. We anticipate having to negotiate the
value of our stock in almost every transaction that will be completed for; stock
in Dstage.com, private venture equity, interests in licensed technology, and
other assets, for which market prices are highly subjective. We will be
dependent on the vagaries of negotiation in many transactions. Negotiations may
include subjective assessments of an asset or investment's value; therefore, an
over-valuation could result in an adverse consequence to our value.

         We depend on key contractors and the loss of those contractors may harm
us. Our performance is dependent on the continued service and performance of our
executive officers. Our success is dependent on its ability to attract and
retain high quality personnel.

         There may be conflicts of interest within our network. Our network of
"Concept Sponsors", "Concept Affiliates", officers and directors may face
potential conflicts of interest with each other and with Dstage.com
shareholders. Some of our executive officers and directors also serve as
officers or directors of other companies.

         We face competition from other investors, which may prevent us from
realizing strategic opportunities. We intend to develop an extensive network of
resources that will position us to acquire or invest in other companies. We
expect to face competition from Internet-related companies, venture capital
firms, and large corporations. Some of our competitors may have greater
financial resources than we do, which may limit our opportunity to acquire
interests that could compliment our business strategy.

         We may experience adverse consequence in efforts costs to avoid the
investment company status. The Investment Company Act of 1940 provides a set of
regulations for companies engaged in the business of investing, reinvesting,
owning, holding or trading securities. Under the Investment Company Act, a
company may be deemed an investment company if it owns investment securities
with a value exceeding 60% of its total assets, subject to certain exclusions
and safe harbor provisions.

         We could become subject to regulation under the Investment Company Act
if enough of our future interests in our affiliates are considered investment
securities. Unless an exclusion or safe harbor provision was available to us, we
would have to reduce our investment securities as a percentage of total assets.
In order to avoid these regulations, we may have to take actions that we would
not otherwise choose to take. Regulations applicable to investment companies are
inconsistent with our fundamental business strategy of promoting collaboration
among our affiliates.

                                       14
<PAGE>

PART 2: OTHER INFORMATION
-------------------------

         ITEM     1 LEGAL PROCEEDINGS
                  None

         ITEM     2 CHANGE IN SECURITIES
                  None

         ITEM     3 DEFAULTS UPON SENIOR SECURITIES
                  None

         ITEM     4 SUBMISSION OF MATTERS TO VOTE OF SECURITIES HOLDERS
                  None

         ITEM     5 OTHER INFORMATION
                  None

         ITEM     6 EXHIBITS AND REPORTS ON FORM 8-K
                  None









                                   SIGNATURES

         In accordance with the requirements of the Securities and Exchange Act
of 1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                         Dstage.com, Inc.



                           Dated: May 14, 2001           By: /s/ Sue Perrault
                                                         -----------------------
                                                         Sue Perrault, President


                           Dated: May 14, 2001           By: /s/ D. Kirk LaPoure
                                                         -----------------------
                                                         D. Kirk LaPoure,
                                                         Chief Financial Officer

                                       15